SEC Form 4 · accession 0001209191-16-118655
CYPRESS SEMICONDUCTOR CORP /DE/ · CY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
H Raymond Bingham
Director
Period of report
May 5, 2016
Accepted (ET)
May 9, 2016 · 8:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000791915
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 5, 2016 | M | 15,302 | $0.00 | A | 67,947 | D | |
| Common StockF2 | May 5, 2016 | S | 7,651 | $9.51 | D | 60,296 | D | |
| Common StockF3 | holding | — | — | — | 70,636 | I | By limited partnership |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5 | — | May 5, 2016 | M | 15,302 | D | — | — | Common Stock | 15,302 | 0 | D |
| Restricted Stock UnitsF6,F7 | — | May 6, 2016 | A | 21,459 | A | — | — | Common Stock | 21,459 | 21,459 | D |
Explanation of responses
- F1Upon vesting, each Restricted Stock Unit ("RSU") converts into common stock on a one-for-one basis.
- F2The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person and represent the aggregate number of shares of Issuer common stock sold for payment of the tax liability incident to the vesting of the RSUs issued in accordance with Rule 16b-3.
- F3Shares held in a limited partnership. Trusts for the Reporting Person's children hold partnership interests in the limited partnership. The Reporting Person has authority to act on behalf of the limited partnership. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his beneficiary interest therein.
- F4Received upon election to the Issuer's board of directors at the Issuer's 2015 annual stockholders meeting (the "2015 Annual Equity Grant").
- F5This 2015 Annual Equity Grant represents a contingent right to receive Issuer common stock on a one-for-one basis and is fully vested.
- F6Received upon election to the Issuer's board of directors at the Issuer's 2016 annual stockholders meeting (the "2016 Annual Equity Grant").
- F7This 2016 Annual Equity Grant to non-employee members of the Issuer's board of directors represents a contingent right to receive Issuer common stock on a one-for-one basis and is fully vested on the day before the next annual stockholders meeting.